CISO Global Completes Balance Sheet Restructuring as Key Investors Exchange Over $9 Million of Debt into Preferred Shares

Rhea-AI Summary

CISO Global (NASDAQ: CISO) has completed a significant balance sheet restructuring where strategic investors converted over $9 million of convertible debt into Preferred Shares. The newly issued Preferred Shares carry a 10% coupon and hold capital structure seniority, issued without warrants.

The restructuring eliminates all long-term debt, leaving only a modest receivables line of credit. Two long-term investors, including a current Director and an Advisory Board member, participated in this conversion, demonstrating confidence in CISO's strategic shift toward software-focused cybersecurity solutions.

Positive

• Complete elimination of long-term debt through non-dilutive restructuring
• Strategic investors demonstrate confidence by converting $9M debt to Preferred Shares
• Simplified capital structure with only modest receivables credit line remaining
• Strong validation of company's strategic direction in software-focused cybersecurity

Negative

• New Preferred Shares carry a 10% coupon payment obligation
• Preferred Shares hold seniority in capital structure, potentially affecting common shareholders

Scottsdale, AZ, Aug. 05, 2025 (GLOBE NEWSWIRE) -- CISO Global (NASDAQ: CISO), a premier provider of AI-powered cybersecurity software and compliance services, announced today a significant investor-driven financial restructuring. Over $9 million in convertible debt was exchanged into newly issued Preferred Shares by two strategic long-term investors.

Both principal investors involved in this restructuring have a longstanding commitment to CISO Global, with one serving as a current Director and the other as a member of the Advisory Board. Their decision to convert their notes underscores their confidence in the Company’s strategic shift toward software-focused cybersecurity solutions, particularly given the significant traction CISO Global is experiencing within the insurance channel.

The restructuring introduces newly issued Preferred Shares carrying a 10% coupon and holding seniority in the company's capital structure without the issuance of warrants. The conversion eradicates all long-term debt, leaving only a modest receivables line of credit with the company's banking partner, significantly improving the financial profile and simplifying the company's capital structure.

CEO David Jemmett remarked, "We are deeply appreciative of the ongoing support and confidence demonstrated by both Hensley and JC Associates. This non-dilutive restructuring significantly enhances our balance sheet and represents a strong vote of confidence in our strategic direction and future growth prospects.”

CISO Global, now with an optimized financial structure driven by investor confidence, is strategically set to expand its market-leading cybersecurity software solutions, enhance market penetration, and drive sustainable growth.

About CISO Global

CISO Global, Inc. (NASDAQ: CISO), headquartered in Scottsdale, Arizona, is an industry leader in AI-powered cybersecurity software, managed cybersecurity, and compliance that delivers comprehensive solutions designed to protect organizations from the latest cyber threats. The company protects the most demanding businesses and government organizations against continuing and emerging security threats and ensures their compliance obligations are being met. For more information about the company, visit ciso.inc; see the following link to join the investor relations email alerts.

Safe Harbor Statement

This news release contains certain statements that may be deemed to be forward-looking statements under federal securities laws, and we intend that such forward-looking statements be subject to the safe harbor created thereby. Such forward-looking statements include, among others, our belief that we are an industry leader in proprietary software, managed cybersecurity, and compliance; our belief in the positive outcome of the financial restructuring of convertible debt into preferred shares; our belief in the confidence of our principal investors who were involved in the restructuring; our continued expectation of the sales progression within the insurance market in our software focused cybersecurity solutions; our intent to eliminate long-term debt while continuing to maintain a receivables line of credit; our belief that this financial restructuring improves our financial profile and simplifies our capital structure; our belief that we can expand cybersecurity software solutions, enhance market penetration, and drive sustainable growth; and our belief that we provide comprehensive cybersecurity solutions to our clients. These statements are often, but not always, made through the use of words or phrases such as "believes," "expects," "anticipates," "intends," "estimates," “predict,” "plan," “project,” “continuing,” “ongoing,” “potential,” “opportunity,” "will," "may," "look forward," "intend," "guidance," "future" or similar words or phrases. These statements reflect our current views, expectations, and beliefs concerning future events and are subject to substantial risks, uncertainties, and other factors that could cause actual results to differ materially from those reflected by such forward-looking statements. These risks may be detailed from time to time in the reports filed with the Securities and Exchange Commission, including the Annual Report on Form 10-K for the fiscal year ended December 31, 2024. You should not place undue reliance on any forward-looking statements, which speak only as of the date they are made. Except as required by law, we assume no obligation and do not intend to update any forward-looking statements, whether as a result of new information, future developments, or otherwise.

For Media Inquiries:
Debra Gallington
debra.gallington@ciso.inc
(480) 389-3444

FAQ

What is the size of CISO Global's debt restructuring in 2025?

CISO Global restructured over $9 million of convertible debt, which was exchanged into newly issued Preferred Shares.

What are the terms of CISO Global's new Preferred Shares?

The newly issued Preferred Shares carry a 10% coupon and hold seniority in the capital structure, issued without warrants.

How does the debt restructuring affect CISO Global's balance sheet?

The restructuring eliminates all long-term debt, leaving only a modest receivables line of credit, significantly improving CISO Global's financial profile.

Who are the investors involved in CISO's debt restructuring?

Two strategic long-term investors participated: Hensley and JC Associates, with one serving as a current Director and the other as an Advisory Board member.

What is CISO Global's strategic focus after the restructuring?

CISO Global is focusing on expanding its market-leading cybersecurity software solutions, particularly within the insurance channel, to enhance market penetration and drive sustainable growth.